Kink-pin
by Lemon-cest
Summary: Professor Ozpin is the headmaster of Beacon Academy, and combat skills won't be the only things the young huntresses-in-training will be learning in this smut-fic! From students to staff, there isn't anyone that Ozpin won't romance, but how far can his hijinks go? Alas, lemon is not everything, expect dramatic touching moments, comedy, and plot twists throughout the story arcs.


Weiss brought her sleeve up to dab the tears from her eyes, a feeling of warmth and admiration spread through her as she gazed up at the professor.

"Y-y-you're crying" Weiss tried to keep her voice steady, but was still shivering in Ozpin's arms. Weiss was surprised to see the man in tears, he always seemed so strong, like nothing could touch him unless he allowed it…

"I do believe you are as well, Weiss." The professor blatantly pointed out.

Weiss easily picked up on his meaning. She had been trapped in a pit of sadness for the past week, and couldn't escape on her own. Ozpin had jumped into that pit after her, and brought her back from the dark. The only reason he was in tears was because of her…

Weiss cracked a smile at the clever man, "Not any more, thanks to you. I almost feel… I can barely recognize this feeling it's been so long" Weiss thanked him, a feeling of weightlessness and excitement surging through her body.

"Well if you're happy then so am I, I can't stand seeing people in tears" Ozpin stared off in her general direction.

 _You silly man, there's no shame in crying for my sake- and I_ _know_ _you can't see me behind those!_

Ozpin gave up the act and bowed his head, letting Weiss pull the oddly fashioned specs from his face. A thin web of cracks towards the bottom of the left lens caught Weiss's eye, reminding her of when they first met, how she stared into the man's gold glimmering eyes and felt the urge to just…

"I could hardly remember this feeling…of love."

Weiss let the warmth bloom and explode out of her as she leaned further into the professor's arms to make her move. She should have taken the professor's offer that summer night, but the memories of her childhood, the mention of her father, and her excitement of getting into Beacon just made her too weak to continue. No, she was going to finish what she should have started that night, she was stronger now- he wouldn't get away a second time.

A jolt ran down Ozpin's spine, and his eyes opened wide in surprise.

 _Has she gone mad?!_

Ozpin was only trying to brighten the girl up and get her back on her feet, he didn't think that she would have such strong- no, such _spontaneous_ feelings for him. Maybe his semblance was acting up again, or at least _part_ of his semblance, the part that he admittedly couldn't control. Few knew what Ozpin's semblance was, but even fewer knew about his secondary "passive" semblance, the one that was always activated- whether he wanted it that way or not. The one that had the power to amplify…

Ozpin couldn't resist the heiress's embrace, and felt himself loosen at her touch, forgetting all of his worries in exchange for what he had now. Weiss had both arms around the professor, her left hand pressed against his upper back to support him and draw him close.

 _She's so warm pressed against me…_

Ozpin would have never thought the ice queen was capable of such heat, she normally felt as if her favorite places to hang out were the insides of a meat lockers, or kicking it back on Santa's front lawn.

Weiss felt Ozpin tense up as she kissed him, then slowly melt into her arms. She took advantage of the leverage she had over the professor by pushing the man flat onto his back. Weiss came up from her kiss, taking a moment to run her uninjured hand through her hair to let it all down in straight grayish-white strands.

"Weiss, are you sure you want to do this?" Ozpin meekly asked the heiress.

Weiss didn't know what was coming over her, she had never experienced intimacy like this ever before in her life -aside from the occasional holovid on her scroll- but yet here she was expertly seducing her professor in his own office. Where had she gotten these feelings from? Where had she gotten these _skills_ from? She wasn't sure about either, all she knew was that her body was urging her on, telling her to keep going with the man pinned under her.

"Of course I want to do this you dolt, so make it easier for me and take off that suit." Weiss blurted out, surprised at her confidence.

"Well a gentleman always lets the lady go first, if I may?" Ozpin grinned.

"Oh where are my manners, please, help me get out of this dreadful uniform before I suffocate in it" Weiss pulled the cardigan off of her shoulders and let Ozpin begin unbuttoning the blouse underneath. She could already feel the professor harden, a bulge forming right where she was sitting. She couldn't help but straddle the length hidden in the professor's pants as he finished unbuttoning the plain white blouse, letting it fall from her shoulders and bunch up around her wrists. Weiss took a moment to realize that with her shirt gone, her bra was completely exposed. She immediately blushed with embarrassment, Ozpin was probably disappointed in what he saw, and she was probably going to kill the mood with her borderline flat chested 'A' cup.

"I- I know they might be small, just… just don't make fun of me for them, okay?!" Weiss shot out while instinctively putting her hands over her snowflake themed bra. She didn't even wear a bra on some days, her boobs were small enough to where she didn't have to. Of course it was more proper to wear a bra, but they were just so uncomfortable that she couldn't help but break the codes of society every now and then. Sadly with summer fading and the weather getting colder and colder, she couldn't risk walking around Beacon with ridged nipples being visible through her blouse.

"Don't be embarrassed about how big your boobs are. Weiss, boobs are like snowflakes- every girl has their own unique pair, just because they're a bit smaller than the other girls you see on campus doesn't mean they are any less beautiful." Ozpin calmed the girl down while reaching behind her to untie the bra. Where any other girl would have settled for a hook or clasp, Weiss's bra was fastened behind her in a traditional bowtie.

 _She really is self-conscious about her image, isn't she?_ Ozpin really couldn't think of a time when he had seen the heiress in anything less than a perfect outfit, with perfect make-up, and perfect hair. Really the only thing not perfect about her was the attitude, but that was understandable given the girl's background and how people treated her for it.

Weiss smirked at the wise man beneath her, he always knew just the right thing to say didn't he?

Still though, she couldn't help but feel like the professor's analogy was a bit off,

 _Sure I have my nice little snowflakes, but all the hotties are walking around with full sized snowballs! And don't get me started on Yang, who does she think she is? Frosty the fucking snowman?!_

Weiss dismissed the thought as she quickly undid the buttons to Ozpin's overcoat, exposing a tucked in green sweater underneath.

 _How many layers does this guy wear? I mean he has a good sense of style, but don't you get hot under all that?_ Weiss mused at the thought as she pulled the sweater up to reveal a plain white undershirt.

 _I swear if there's a tanktop under this…_

Thankfully there wasn't and she felt her thighs quiver as she uncovered the professor's muscular chest, complete with a ridged six-pack and toned pectoral muscles. Weiss would never have guessed that the old man would be so fit at his age, _how old was he anyway_?

Weiss felt a breeze against her bare skin as Ozpin pulled one end of her bowtie, letting the bra fall to the floor next to them. She couldn't help but feel vulnerable, all she had left was a skirt, leggings, and underwear, while her partner was still laying in a full suit. She didn't want the moment to be ruined by the man's sense of style, and almost without thinking she tore straight through the professor's sweater and undershirt.

"Ah! Hey, that was a custom tailored sweater!" Ozpin shouted in protest.

"Whatever, I'll buy you a new one, just hurry up and get out of those pants already, I've waited long enough!" Weiss teased him before standing up to wiggle out of skirt and panties.

Ozpin frantically stood up and fumbled with his belt, desperately trying to pull down his pants before Weiss tore those apart too. Luckily the buckle came unclasped right as Weiss finished stripping out of her clothes, stepping seductively toward the headmaster with a grin on her face and lust in her eyes. Weiss was in full control and she knew it. She reached for Ozpin's cheek, tracing the back of her hand down the curvature of his neck before finally resting a single finger on the center of his upper chest. She gave a slight push with the one finger, giving Ozpin the message to just trust her and fall backwards. The headmaster landed in his office chair, a high backed leather throne. When Glynda was doing the interior design work at Beacon, she had specifically chosen the chair for its size, style, comfort, and intimidation factor. She had never even come close to considering the use that Ozpin was getting out of the chair right now.

Even in a sitting position, Ozpin still came eye to eye with Weiss, her petite body matched against his towering figure. Weiss climbed onto the base of the chair, kissing the side of Ozpin's neck while steadily moving lower, eventually reaching the man's naval. Weiss couldn't help but stare at the headmaster's erect member as it poked up at her, it was her first time seeing a dick outside of the holovids, and she was surprised and a little frightened at how big it looked in real life. If she were to guess, she would say the professor had eight inches, more than plenty for a first timer like herself.

"Just relax, professor, I might be a virgin, but I've had my fair share of practice on vegetables." Weiss said uncertainly. She could see Ozpin smile, obviously amused at her joke. Truth was, it wasn't a joke, Weiss had no clue what she was doing- but her heart was still beating a mile a minute, and her body was urging her to just take in the man's shaft, it didn't matter how. Ozpin reclined in his seat and closed his eyes, letting the inexperienced girl find out for herself how to please a man.

 _Well if it's like anything I've seen on , then what I have to do is…_

Weiss lowered herself onto the floor, gripping Ozpin's member with the first three fingers of her left hand, letting her ring finger and pinky point into space. After summoning up a hefty amount of saliva, the heiress inserted the shaft into her mouth and began rhythmically bobbing her head up and down, letting her tight lips massage the professor while she tried to make a sucking motion in her mouth. The heiress always wondered what dick tasted like, there had to be a reason why all the girls in the holovids went for it so quickly…but to Weiss it just tasted like she was sucking on her thumb- salty but a bit bigger. After a few strokes, Weiss noticed she was only pleasuring the tip of the professor's member, leaving a good five inches left uncared for. The heiress put her supple hand back on the cock and moved it back and forth at a synchronized pace with her mouth.

A pulsating sensation began to take control of the heiress's thighs, and she felt a beads of sweat roll down her legs. Her body temperature must have risen to peak levels, she couldn't remember getting anywhere near this temperature in any of her combat training classes. Weiss reached down her naked body with her right hand and began rubbing the skin around her privates, and was pleased to feel the pulsing feeling morph into a constant feeling of pure pleasure. She had to admit, she thought she was doing a pretty good job so far for her first time, _or was she?_ She hadn't exactly heard anything from Ozpin except for his occasional moan or sigh.

The poor guy, stuck in his office working all day, only to go home to an empty house, nobody to do this for him- well unless he was having a relationship with Glynda. That might explain what she saw in the professor's bathroom a few months back, but the heiress just couldn't picture, well _anyone_ fucking Glynda… maybe that's why she's so uptight.

After a few minutes of sucking, pulling and rubbing, Weiss noticed Ozpin quicken his breathing and become even harder than he was before. Weiss took it as a sign to keep going, faster even, which took the professor by surprise.

 _Wow, she says she's never done this before, but she's a natural! I can already feel…_

"Weiss don't stop, I'm c-coming!" Ozpin tried to warn the small girl before he shot his load straight into her mouth. Pleasure washed over the headmaster, calming all his nerves at once as he turned to jelly in his chair.

Weiss felt the cock in her mouth jerk around as if it had a mind of its own.

 _What did he say? He's coming? But he's right here where could he be goi-_

Weiss's train of thought was cut off as a nutty, sickly sweet liquid unexpectedly filled her mouth. She felt her gag reflex trigger, and would have coughed the liquid all over the floor in front of her had it not been for the professor's massive schlong blocking the only other exit for the liquid- other than right down her throat. Weiss tried to force the cum out of her mouth by instinct before Ozpin gave an unexpected thrust and involuntarily sent the cum rolling to the back of Weiss's mouth only to slide down the back of her throat. The heiress reeled away from Ozpin as she choked and gasped for breath, her eyes tearing up and her throat burning from the liquid accidentally being sent down her windpipe. Weiss kept coughing, her bottom lip still connected to the professor's cock by a string of saliva and cum.

"Weiss are you okay?" Ozpin leaned forward and put a hand on the girl's back.

Weiss nodded her head in the faint direction of the professor, she couldn't see and could hardly breathe. She certainly didn't feel okay, but nodded along anyway to keep her pride and keep the fire in her chest burning hot with excitement.

"I'm sorry Weiss, you were so good I forgot it was your first time, I should have warned you better." She heard the professor say as he pulled her back toward him with his strong hands.

"Here, up you go, I know just what will help you" Ozpin said to the still-nodding heiress as he picked her up and positioned her on his lap, she should have been able to lock gazes with him, but her eyes were closed tight as a natural reflex to the choking.

For the next part, Ozpin was thankful that auras only auto-blocked heavy trauma to the body, and that the strength of a hunter's aura could be toned down at will when not in combat. Ozpin lined the heiress up before slowly sliding his member into her virgin pussy. Ozpin was only allowed a few small inches before he had to push forcefully into the girl, a necessary evil for a soon to be greater good.

Weiss was already struggling for breath before what felt like a knife stabbed into her most sensitive area, a sharp cry rattled from her lungs and flew from her lips.

"If it's too much then I can stop, don't be scared to take things slow- it's only natural for a first tim-"

"Don't…sto-" Weiss mouthed to the professor before her eyes watered up again and she was hit by another fit of coughing.

Ozpin steadied his left hand across Weiss's slender waist as a brace, and forcefully slapped against her back with his right hand while bobbing her up and down on his iron-hard shaft. Each blow to Weiss's back knocked spittle and cum from her airway back into her mouth, and each undulation sent a shiver of pleasure and pain through her body. Weiss felt vertigo as if she were falling and instinctively put her arms out in front of her to catch herself, only to grab onto Ozpin's broad shoulders, clasping uselessly at the fabric of his coat. Weiss crumpled forward with an involuntary moan, her chin embedding itself into the niche between Ozpin's shoulder blade and neck. The disoriented heiress felt her chin and cheek dampen, causing her to half open her stinging eyes and see that she had been drooling right into the collar of the professor's coat. Weiss shut her eyes again and bit her tongue as a new wave of flame rolled and boiled in her abdomen before erupting and sending her straight to cloud nine, carrying her higher and higher as her shrieks and moans became all that she could focus on, and quickly became the only things that connected her to the physical world. It was almost as if Ozpin could see this imaginary place where the heiress was, because he quickened his pace and kept the tempo steadily rising with each moment, spinning the girl's sense of direction and time out of control.

Weiss could no longer tell which way was up and down or even how long it had been since they started. She tried pushing her arms up against Ozpin's shoulders to bring herself into an upright position, when she suddenly felt her hands slip away into thin air, and her body leaned heavily to one side before the professor caught her and steadied her flailing mass with one hand. Weiss slowly opened her eyes to find her head cocked back staring up at the ceiling with a string of drool hanging from her lips and attaching itself to her steaming body. How did she get into this position? A moment ago she was collapsed forward into the headmaster's body, but when she came to her senses again she was arching her back away from the professor, keeping her balance by placing her hands behind her on each of the professor's knees. Weiss briefly had control of her body, and looked into Ozpin's face to see the man sweating and breathing heavily, his eyes were wide open, but clearly unfocused as his pupils dilated. Weiss lost her lucidity again, feeling the friction between their two interlocked bodies heat up to an almost unbearable level as the rhythm of the two bodies sped up once more.

"Wei-iss I'm close!" Ozpin managed to stammer out.

"No, keep going, keep going don't stop!" Weiss was surprised to hear her own voice spit out the words, and even more surprised to find that she was the one speeding up the rhythm of the engagement. Ozpin had just been matching her speed this entire time, every time they sped up; it was all her- but she didn't remember choosing to go faster, her body just…did!

"I caaan't last much longer!" Ozpin grit his teeth and panted heavily, his breath a hot mist that hung in the air and stuck onto the heiress's cream colored skin.

"No-o, not my sem-" Ozpin muttered something barely audible while Weiss shouted back at him.

"Don't you dare stop now, I'm so-" Weiss angrily shot out before a high pitched wail escaped her. She couldn't explain what happened next, both her and Ozpin seemed to glow, both of them brilliant sparks of pure energy- she was weightless, flying high over Vale, when suddenly her gut wrenched forward as if she were on the world's tallest rollercoaster, soaring from the top of the clouds all the way down to earth in a matter of mere seconds. The heiress's thighs trembled violently as she lost her balance on the professor and fell to the floor, paralyzed on her back while the spot deep inside of her continued to resonate the indescribable feeling, letting it reverberate throughout her body and escape her mouth as indistinguishable "Ohhhohhhh"s and "Ahh ahhh"s. The heiress continued to tremble on the floor and moan even as the professor's thick milky cream spurted onto her chest, dotting onto her breasts and forming tiny pools in the curvature of her stomach.

"Oh, fuck…me…" was all Ozpin managed to sigh out before sinking deep into his chair, passing out instantly after the climax.

Weiss was dazed out of her mind, the color drained out of her vision as black spots began to dance on the ceiling. She giggled softly at the dancing specks, not knowing quite what they were or why they were so funny. Time seemed to pass a lot more slowly in her trance, as measured by the slow-motion blowing of curtains next to an open window, which was odd because she didn't remember a window being open when she had first burst into the professor's room- and if it had been open then it was not nearly as funny then as it was now. Weiss grinned like an idiot, hypnotized by the blowing of the curtains and the odd dancing black specks that clouded her vision. Golden rays streamed through the window, visible in Weiss's colorless vision as hazy beams of twinkling gray caught between a sea of black curtains and an ocean of bright white light. A shadow passed through the twinkling beams, and slowly materialized into the silhouette of a woman. The silhouette walked around the back of Ozpin's chair, which was tilted at a 90 degree angle away from the main door, and pointed straight at Weiss. The figure leaned toward the headmaster, inspecting him briefly and touching his cheek before turning toward Weiss. The silhouette towered over the faded heiress, but even in this condition she could still make out that the woman was wearing a dark colored knee length skirt, and had a large bust hiding behind a white blouse. The silhouette disappeared from view, leaving Weiss to giggle absent-mindedly at what she must have imagined. A deep mumbling sound pulled at Weiss's consciousness, indistinguishable at first, then getting clearer with each repetition. Weiss fixated her eyes back on the hypnotic curtains, when suddenly the whole room started trembling and shaking violently back and forth.

"Hey, hey! Can you hear me? Are you O-K?" The woman seemed to ask from the other end of a long wind tunnel.

Weiss strained herself trying to tilt her head toward the sound of the voice, focusing her vision on the face before everything faded to black.

 **Author's Note: Sorry for the brief hiatus, was doing a fan request for Velvet x Yatsuhashi. Look on my profile for "Down the Rabbit Hole" if interested. Lemon for that one is coming soon, and then I can get back to this story. Bit of a plot is forming if any of you haven't noticed, but I'll have to wrap up the Weiss story-arc for now (chapter 4 will be "aftermath" though she may get more limelight later on but without Ozpin next time). In the mean time, I should get back to my lemons, those things don't grow themselves!**

 **P.S. Remember I'm still looking to do requests!**

 **Ciao for now,**

 **-L**


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